CSA updates listed issuer financing exemption FAQ for $50-million raises
Canada’s securities regulators have updated their guidance on a prospectus exemption that lets listed companies raise up to $50 million without a prospectus.
The Canadian Securities Administrators on July 23, 2026 published a revised version of Staff Notice 45-330, a set of frequently asked questions about the listed issuer financing exemption. The exemption, adopted across the country in November 2022 under Part 5A of National Instrument 45-106, gives reporting issuers with securities on a recognized Canadian exchange a way to raise money by distributing securities to investors – and the shares it produces are freely tradeable, without the hold period that attaches to many other prospectus exemptions.
For the dealers and advisors who take part in these financings, the mechanics matter. On its own, the exemption lets an issuer raise the greater of $5 million and 10 percent of its market capitalization, to a ceiling of $10 million over any 12-month period. A blanket order the regulators issued on May 14, 2025 – Coordinated Blanket Order 45-935 – lifts those figures for issuers that opt in, allowing the greater of $25 million and 20 percent of the market value of listed securities, up to $50 million. Issuers that use the blanket order face different terms tied to a 50 percent dilution limit.
